Eli Lilly and Company filed SEC Form 8-K: Leadership Update, Financial Statements and Exhibits
$LLY
Biotechnology: Pharmaceutical Preparations
Health Care
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 | ||||||||
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported): November 19, 2024
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Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On November 19, 2024, the Board of Directors (the “Board”) of Eli Lilly and Company (the “Company”) elected Jon Moeller as a new member of the Board, effective December 1, 2024. In addition, on November 19, 2024, Karen Walker notified the Board of her resignation from the Board effective December 31, 2024. Starting in 2025, Ms. Walker is expected to collaborate with the Company on certain digital commercial activities.
Mr. Moeller, 60, is the Chairman of the Board, President and Chief Executive Officer of Procter & Gamble (“P&G”). Mr. Moeller is a strong leader who has served as an integral part of P&G’s leadership team for over two decades, having held key positions within P&G’s finance, business, and strategy functions. Mr. Moeller will serve on both the Board's Audit Committee and the Directors and Corporate Governance Committee and will stand for election by Company shareholders at the Company’s annual meeting in May 2026.
The Board has determined that Mr. Moeller is independent under applicable standards of the New York Stock Exchange and the Company’s director independence guidelines. There are no arrangements or understandings between Mr. Moeller and any person pursuant to which he was selected as a director. Mr. Moeller is not a party to any transaction subject to Section 404(a) of Regulation S-K involving the Company or any of its subsidiaries. He will participate in the Company’s standard director compensation program as described in the Company’s Definitive Proxy Statement.
Ms. Walker has served on the Board since 2018, including as a member of the Board’s Audit and Talent and Compensation Committees. Ms. Walker's decision to resign from the Board did not arise from any disagreement with the Company on any matter relating to the Company's operations, policies or practices.
On November 19, 2024, the Company issued a press release announcing Mr. Moeller’s appointment to and Ms. Walker’s resignation from the Board. A copy of the release is attached as Exhibit 99.1 to this Current Report on Form 8-K.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description | ||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). | ||||
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| ELI LILLY AND COMPANY | ||||||||
| (Registrant) | ||||||||
| By: | /s/ Anat Hakim | |||||||
| Name: | Anat Hakim | |||||||
| Title: | Executive Vice President, General Counsel and Secretary | |||||||
| Date: | November 19, 2024 | |||||||